DRS Technologies to Hold Special Meeting of Stockholders.Business Editors/High-Tech Writers PARSIPPANY, N.J.--(BUSINESS WIRE)--Dec. 10, 2003 DRS Technologies DRS Technologies, Inc. (commonly known as DRS; formerly known as Diagnostic/Retrieval Systems, Inc.) is a supplier of defense electronic products and systems to the United States Air Force, Army, Coast Guard, Marine Corps, Navy, aerospace and defense prime , Inc. (NYSE NYSE See: New York Stock Exchange : DRS DRS Drives (street suffix) DRS Dispute Resolution Service DRS Doctorandus DRS Department of Rehabilitative Services DRS Direct Registration System (securities) DRS Department of Rehabilitation Services ) today announced that it has filed preliminary proxy materials Proxy Materials Documents regulated by the Securities & Exchange Commission in which a public company outlines its methods and procedures. These documents are used to inform shareholders and solicit votes for corporate decisions, such as the election of directors and other with the Securities and Exchange Commission in connection with a special meeting of stockholders. The special meeting will be held for the purposes of amending DRS's certificate of incorporation certificate of incorporation n. some states issue a certificate to prove a corporation's existence upon the filing of Articles of Incorporation. In most states the Articles are sufficient proof. to increase the number of authorized shares Authorized shares Number of shares authorized for issuance by a firm's corporate charter. of common stock from 30 million to 50 million, and amending and restating the company's 1996 Omnibus Plan to increase the maximum number of shares available for stock option awards by 2 million, in addition to making certain other changes. The company stated that it has no current plans to use the additional authorized shares in connection with an acquisition, noting that certain significant issuances would require additional stockholder approval under the rules of the New York Stock Exchange New York Stock Exchange (NYSE) World's largest marketplace for securities. The exchange began as an informal meeting of 24 men in 1792 on what is now Wall Street in New York City. or Delaware law. DRS said that it would announce the time and place of the special meeting after it is established and will mail a notice of meeting and proxy statement Proxy Statement A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting. to its stockholders. Because of the recent issuance of shares in connection with the company's acquisition of Integrated Defense Technologies, Inc., there is an insufficient number of shares available for stock option grants and other future uses. The company said that it believes this limitation on DRS's flexibility is not prudent or desirable. Stock options awarded under DRS's 1996 Omnibus Plan are part of the company's executive compensation program and are intended to attract, retain and motivate key executives who are critical to the success of DRS's business. The company recognizes the importance of maintaining compensation policies and practices that encourage and reward executive efforts to create stockholder value through the achievement of corporate objectives, business strategies and performance goals. DRS provides compensation opportunities that are comparable to those offered by similar companies. These opportunities consist of cash, certain benefits and equity-based compensation. DRS Technologies, headquartered in Parsippany, New Jersey, provides leading edge products and services to defense, government intelligence and commercial customers. Focused on defense technology, DRS develops and manufactures a broad range of mission critical systems. The company employs 5,700 people worldwide. For more information about DRS Technologies, please visit the company's web site at www.drs.com. This news release is not a proxy statement. On December 10, 2003, DRS Technologies, Inc. filed a preliminary proxy statement in connection with the solicitation of proxies relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc a special meeting of stockholders. Stockholders of the company will receive a definitive proxy statement and a proxy card in connection with the solicitation. STOCKHOLDERS OF THE COMPANY ARE ADVISED TO READ THE DEFINITIVE PROXY STATEMENT WHEN IT BECOMES AVAILABLE, BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. The proxy statement and other relevant documents also may be obtained, free of charge, on the Securities and Exchange Commission's web site at http://www.sec.gov or by contacting the Company's proxy solicitors, Innisfree M&A Incorporated, at 1.888.750.5834. |
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